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DETROIT — The United Auto Workers’ membership and dues are down sharply from just six years ago.
In another sign of weakness, the union suffered a stunning defeat this month when it tried to
organize a Tennessee factory run by labor-friendly Volkswagen.

The rejection, by a close vote, was a major setback in the union’s effort to expand in the
South, where nonunion, foreign companies such as VW, Nissan and Hyundai are rapidly growing.

But instead of relief, Detroit’s three automakers — General Motors, Ford and Chrysler — are
increasingly anxious about the 78-year-old union’s future.

For the Detroit Three, it’s a “devil you know” situation. They worry that the 382,000-member UAW
could be absorbed by a more-hostile union. Such a merger could disrupt a decade of

labor-management peace that has helped America’s auto industry survive the financial crisis and
emerge much stronger, said a person with knowledge of executive discussions.

Another union might not be as willing to keep labor costs competitive with overseas automakers,
said the person, who asked not to be identified because the discussions are confidential.

Spokesmen for GM, Ford and Chrysler declined to comment, and a top UAW official said the
automakers’ worries are unfounded.